Out of the Shadows
by Amatista
Summary: Sequel to "Distorted." Eighteen-year-old Kim Proctor, the great-niece of fallen Howling Commando James Buchannan Barnes, has known many tragedies in her short life. With her grandmother's health steadily on the decline, it looks as though another will be added to the list. What she doesn't realize, however, is that she's not as alone in this world as she thinks...
1. Not a Raccoon

_~Frederick County, Maryland, three months later~_

Running never used to be a great love of hers, not even when she had two legs. In fact, she used to view it some form of torture when they forced her to run in freshman gym class, a time that seemed so long ago when she dwelled on it. She would become easily winded, needed frequent walking breaks, and always ached horribly the next day.

Lately, however, it had become an escape. With consistent practice and patience with her abilities, the activity was getting easier and easier to do. It was a time to focus on her. A chance to clear her mind of the stresses plaguing her mind. The latest tiff with Aunt Laura had prompted a need for this particular session.

Breathe in. One, two, three, four. Breathe out. One, two, three, four. That was her mantra as she jogged down the streets of her neighborhood. She felt lucky living in an area whose economy was based primarily on agriculture. Being only a forty-minute drive from the busy streets of Washington, D.C. was all well and good, but it hardly compared to the areas beyond city limits. Frederick County was richer in natural scenery and had many farms, which made for some beautiful jogs. These jogs had been more fulfilling in recent weeks, thanks to the latest prosthetic prototype she wore. The model had been contoured to the proportions of her body to make it appear more like an actual limb as opposed to a titanium replacement. Additionally, a stimulator had been implanted at the base of her spine, which sent signals from her brain to the prosthetic in order to make it move. The procedure had worked flawlessly; it truly moved like a real appendage, bending at the knee and behaving as any leg would while running. Compared to her J-shaped model, it felt as though she'd never even lost her right leg in the first place. Mr. Stark would be pleased to hear it.

Breathe in, breathe out. Rhythmic pounding of feet on pavement; music playing into her ears from her headphones; sweat evaporating from her brow to help cool her face. All the components kept her in a soothing trance.

Breathe in. Breathe out. Let it all fade from her mind.

Rounding the last corner of her route, Kim Proctor finally slowed to a walk, giving herself a chance to cool down from the five-mile trek. Her rapid heartbeat prompted her to continue taking in deep breaths, and as she brought her body to rest, her pulse gradually reduced to a normal rate. It had been her longest run yet, and she experienced very little soreness and a pleasant burn in her lungs. She was satisfied with her progress. She'd made good time, too: judging by the pink and orange hues in the sky, sunset was only about an hour away.

Half a mile further down the block, she stopped at the mailbox, then cut across the lawn of a modest two-story house, her home with Grandma Proctor for close to five years. Home. Sanctuary. This was where Kim received her second chance at a life worth living.

Once inside, Kim leafed through the mail as she slowly walked through the hallway. On her way, she passed several photographs hanging on the walls, some of them her kin from bygone eras. Over the years, she'd memorized their faces. Her great-grandparents, George and Winnie Barnes; her great-uncle, James Barnes, known affectionately to family and friends as Bucky; her grandfather, John Proctor; Grandma and Grandpa's first son, Johnny, who died young due to complications from tuberculosis; Aunt Laura; her mother, Grace, and father, Jim, whom Grandma had named in honor of the soldier, Bucky; the last photo ever taken of her little brother, Scotty. They watched over her as she continued down the hall, glancing through the notifications in her hands. Another medical bill for Grandma. A reminder from Red Cross that Kim was scheduled to donate blood at the end of the next week. Two pieces of junk mail. She smiled when she found an invitation to Sammy's birthday party scrawled with his childish penmanship. Sammy, the boy she currently volunteered her time with, was a survivor of last year's Boston Marathon bombing and a double-amputee. When he'd joined _Iron Wings_, Kim immediately requested that she be assigned as his mentor because of his Captain America t-shirt. How could she resist? He would often send her letters, since he liked keeping in touch with his "big sister" even beyond their sessions at the physical therapy center. By the card she found on the inside, it was clear that Sammy was planning an Avengers-themed party. Cute. All the mail was placed on the antique buffet at the end of the hall; she would take a closer look at the rest later.

After stretching her muscles, washing her face, donning a clean shirt and eating a quick sandwich, she made her way upstairs to her grandmother's room. Jen, their Hospice nurse, was giving the heart monitor and IV bag a final check for the evening. Her grandmother lay in bed, eyes half-open but very aware of her surroundings. At eighty-seven-years-old, Rebecca Proctor had lived a long, full life, which was gradually coming to a close due to a decade-long battle with breast cancer. Five months ago, she'd stopped responding to treatment, and she wanted nothing more than to come home to live out the remainder of her life. Kim tilted her head as she observed her. Beneath the withered skin and braided silver hair, she still resembled the same woman she'd had known and loved since she was a baby.

Discreetly pulling her iPhone from her pocket, she typed a quick message to a recipient labeled only as **Private Number**: _Grandma had stroke. Please call if you can_."

Once the device was back in her pocket, she crossed her arms and leaned against the door frame. "She stay pretty calm while I was out?"

Rebecca seemed to hear her voice, turning her head to see her granddaughter in the doorway. It might have been a trick of the light, but her face appeared to brighten when she saw her.

Jen turned and smiled. "She did. You have a good run?"

"Yeah."

"How's the new leg working out?"

"I'm almost tempted to never take it off," she stuck her prosthetic out to inspect it. The appendage started above where her knee used to be, and extended all the way to the rounded end of her artificial foot. "Even when I walk, I don't feel like I'm limping anymore. It fits me really, really well."

"That's fantastic! Mr. Stark is really going to change some lives with those models."

"He already is," she mused. "I might see if I can play soccer with Ginny if things keep working out the way they do."

"Which one is Ginny again? You've mentioned her name once before."

"Twelve-year-old, lost her arm during a rock slide while camping with her family. _Loves _to play soccer."

"Right, now I remember. I'd love to see you guys play someday. From what you've said, she can be pretty ruthless during the game."

She laughed. "Yeah, she's a little bulldog out there."

Jen gave a chuckle, then glanced back at her patient. "Everything's pretty stable as far as her vitals, and the morphine drip is in place, so she should sleep well. Are you in for the night?"

Kim nodded. "If you're all set, you can head out."

"I have a few cleaning supplies to put away downstairs, but then I'll be off after that."

"Thanks, Jen. See you tomorrow."

"Have a good night," she placed a comforting hand on Kim's shoulder as she passed. She appreciated the gesture.

Once alone, Kim came in and pulled a chair up beside Rebecca's bed. Though sadness was in her heart, she offered the elderly woman a gentle smile as she placed a hand atop hers. A recent stroke had paralyzed the woman's facial muscles, rendering her incapable of speech. Despite this, it seemed as though her hooded green eyes were smiling, even if her mouth couldn't. This was another reason why Kim needed the escape that jogging offered her: very slowly, her bedridden grandmother was wasting away before her eyes. The person who had taken her in and, essentially, saved her life…she was fading. The representatives at Hospice couldn't say for sure how much longer she had. Days? Weeks, perhaps? Difficult to say. Yet another person she loved being cruelly taken from her, and this time, she had to endure the suffering of gradual loss.

Kim's heart broke every time she saw her grandmother like this, but she needed to be strong for her. She _would_ be strong. If they only had so little time left together, then sitting around crying was no way to spend it. At the very least, she could try to make Rebecca's remaining days as happy as possible. "I know you overheard us, but my run was good tonight. I made it all the way to Silver Spring Road this time. I know, not super far or anything to brag about, but I didn't want to go too far from home. I think you'd get a kick out of seeing me run now." A pause. "Maybe I'll have Jen take a video on her phone so you can see."

The bottom lids of her eyes twitched, indicative of an emotional response.

That made her smile a little more. "Yeah, I thought you might like that. Almost makes me feel normal again. I think I'm getting stronger in my legs, too. It's a good feeling." It was such simple and light conversation, but that's how she wanted to keep it. She preferred not to burden her grandmother's ears with the strained conversation between her and Aunt Laura earlier today.

Glancing at the clock on the nightstand, she gave her head a shake and said, "Alright, it's eight thirty, so no more boring talk about exercise. You're probably sick of hearing about it every day," she said as she stood. "You ready? I've been practicing a little more with this prototype," she patted her right thigh. "Feels different from the other one, you know? I mean that in a good way."

Crossing the room to the shelves containing her grandmother's vinyl record collection, she began flipping through the albums. "No; nope; no; I know which one I want tonight…Ah, found it!" She triumphantly pulled out the large square case she had been seeking. On the dresser was an old record player, where Kim placed the large black disk and set the needle on its surface. It took only seconds for Ritchie Valens' _"Oh Donna"_ to fill the room. She smiled; the song was a favorite of both her and her grandmother.

"Okay," she stood up straight, "foxtrot tonight." She proceeded to hold her arms up, miming as though she had a partner—one hand on his shoulder, the other holding his hand—and began the steps to the dance. It was a nightly ritual they'd started after she moved here, as well as a form of physical therapy for Kim: dances like the waltz, foxtrot, and jitterbug helped her with coordination and fine-tuned her motor skills. Even though Rebecca could no longer be her partner, it didn't stop Kim from continuing to practice. She loved doing it, and the steps really strengthened her abilities. In addition to this, she knew her grandmother loved watching her do something they had once shared.

In her head, she counted the steps. One, two, three, four, five, six, seven, eight. One, two, three, four, five, six, seven, eight. Turn, two, three, four…The serene accompaniment of music filtering from the record player combined with Valens' lovely voice gave her the perfect tempo, and she felt herself relax into it. She still counted, but her movements became more fluid as she let go.

Successfully taking a turning step, she smiled over at Rebecca. "See? Look how smoothly I'm moving," she gave another turn into the next step. "If I'd ever gone to prom, I would have forced the guy to dance with me like this." She slid a step back, moved to the left. "Grandpa used to say he loved dancing with you when you were younger, and that's what I want to find: someone who's willing to dance with me whenever I want to," she spun herself around with a giggle.

There'll be time later, she thought, to think about the negative things going on. You need me right now, Grandma, and I know that even _you_ need an escape every once in a while. I hated being confined to a wheelchair probably as much as you hate being confined to your bed. You need an escape, and I will make sure you get it.

Valens continued to croon about the love of his life.

One, two, three, four…

Rebecca's eyes continued to twinkle as she silently watched her granddaughter make her so proud.

* * *

It was close to nine o'clock when she finally kissed her grandmother good night and exited the room. The door was left open in case a monitor sounded an alert in the middle of the night. Kim made her way to the stairs, going over a mental checklist of what chores still needed to be done. It was good to have those kinds of distractions. I've got a load of laundry to do; dishwasher needs to be emptied; have we still got cookies? I really want some cookies. Oh, and I better get my blog updated tonight before Mr. Stark gets on my case for—

Halfway down the stairs, a vibration in her pocket indicated an incoming call. When she saw the caller displayed as **Private Number **on the screen, she sighed in relief and brought the phone to her ear. "Hey. I just really needed to talk tonight."

"That was pretty clear from the message you sent me," Steve Rogers replied, concern evident in his voice. The man had become a dear friend to her over the past three years. Being the best friend of her Uncle Bucky, he'd taken it upon himself to track down the remaining members of the Barnes family. It was a way for him to connect with the life he once had. "When did it happen, Kim?"

"Four days ago," she descended the remaining stairs, making sure she was out of earshot of her grandmother. "I should have called you as soon as possible, but—"

"I'm sure you were otherwise occupied getting Rebecca the care she needed," he interrupted, "so you don't need to apologize or make any excuses. Family always comes first."

"I know, but…you knew her back in the nineteen-forties, and she's one of the last living people you know from that era. I feel like you should what's going on with her as soon as it happens."

"Kim, I know you, and I can only imagine how traumatizing a situation like this must be. You needed to take time for yourself before contacting me, and trust me: you did the right thing for you. That is not selfish."

He was using that protective tone with her, which, despite her worries, made her smile softly in appreciation. "Thanks, Steve."

"How is she?"

"Facial muscles and the left side of her body are paralyzed; she'll never be able to leave her bed again."

"Oh, God…"

"Yeah." Crossing through the kitchen, she slipped out the sliding glass door that led to the backyard. The dark sky and mild air of the July night greeted her, accompanied by the incessant chirping of nocturnal insects. She'd always liked their backyard. A large, grassy expanse bordered by a thick patch of trees at the property's far edge, offering a degree of privacy from their neighbors. It also used to be a place for her and Scotty to run around and explore as children. "All we can do is make her as comfortable as possible now."

"How are you holding up, Kim?"

She heard herself sigh into the receiver. It was a question he asked her numerous times, but she understood why he did it. Much like when he first met her, Steve wanted her to get the hurt out of her system, which was precisely what she did. The last time she'd made the mistake of bottling up her emotions, she'd given herself a pair of matching scars on her wrists. Steve wouldn't let her go down that path again. Ever. He really _was_ looking out for her.

"Kim."

"I'm okay, and I do mean it," she finally said. "Some days are harder than others, but I'm hanging in there, Steve."

"I'm glad to hear it. Is it just Hospice assisting with her care? Has your Aunt Laura been around at all?"

She pursed her lips when an unpleasant burn flared in the pit of her stomach, then she slowly began pacing around the yard in a large circle. Maybe it would help to alleviate the internal pain. "She comes every weekend to help out, and she's amazing with how she takes care of Grandma, but…" She shook her head. "Steve, it seems like we're fighting more and more lately."

"Why are you guys fighting?"

She sighed, not pleased with the idea of telling him the reason. "She keeps bringing up my suicide attempt."

"Still? You've got to be kidding me," he sounded exasperated.

"No."

"Why does she feel the need to keep dragging this up? That incident was over four years ago! That's unfair for her to be constantly reminding you of it, especially when you've moved on with your life. It's time for her to move on with hers."

She half-shrugged, nearing the trees as she continuing her great circle. "She's angry. Something kind of snapped in her ever since Dad died. You didn't know him, and you never saw them together, but those two were really close." She let a breath pass through her nostrils. "Sometimes, I think she sort of resents me for being the only one to survive that crash."

"Kim—!"

But she wasn't done. "I know I hurt her back then, and no matter how many times I've apologized, she never really got over what I tried to do in her own house. She took that really hard. Plus, now her mother's health is failing, so it's making things even worse between us."

"Kim," he said firmly, "you're making excuses for potentially abusive behavior."

It was almost like a slap in the face because she hadn't thought about it that way. She bit her lip, realizing the truth in his statement. "It's hard because I do still feel guilty about what I did, and she's my aunt: I do love her. I have so little family left, and when Grandma's gone, it'll just be her and me. I know that somewhere down the road, we're probably going to need each other. I can't just turn my back on her."

"Hey, you listen to me, and you listen well: as human beings, we're bound to make mistakes. You were not at fault for the car crash. And while you may have consciously made the decision to try taking your own life, you soon realized the potential repercussions your actions would have had on everyone around you. You made a mistake, but you were just a _kid_. There's so much you've learned since then, and even Rebecca commented to me what a great change there'd been in you."

Her breaths became shallower, and she tried to ward off the tears that stung behind her eyes. "Yeah?"

"Yes. Family is supposed to be there for one another, and it sounds like Laura has some personal issues to sort out for herself, and that does not and should not fall on your shoulders. You don't control anyone's behavior but your own, and I, for one, am damn proud of how you've turned out, Kim."

Whether she liked it or not, a few quiet tears flowed down her cheeks, which she quickly wiped away. "You mean that?"

"Every single word. I know you don't have much family left, but I want you to know that I think of you as the little sister I never had."

A pain pierced her heart, but this time, it was sweet pain. "You do?"

"Of course. You're my best friend's youngest niece, and that makes you like family to me. As such, I feel a personal responsibility to look out for your well-being, and remember: you can always talk to me about anything, especially when it's something affecting your heart."

By now, she was holding her forehead in her free hand, completely overwhelmed by his proclamation. Wiping a few more errant tears, she could feel the smile lighting her entire face. "I swear, Steve, if you make me cry, I'm going to kick your super-soldier butt the next time I see you."

He laughed. "And just think: you're stuck with big brother Steve for the rest of your life."

Unable to help it, she released a snicker.

"What was that? Was that a laugh I finally heard?"

"Shut up," she grinned, earning another laugh from him.

"It's good to hear humor in your voice, Kim; makes me happy to hear you laugh. Don't ever lose that."

"I'll work on it," she resumed pacing.

"I just wish I could be there for you. I should have called you before her health really started to decline. You're only eighteen; you shouldn't feel like you have to go through this alone."

She smiled again, a little sadder this time. "I appreciate that, but there's nothing you could have done to—" A twig snapped somewhere in the trees beside her, causing her to jerk her head around at the noise. Scanning the vegetation, she detected nothing out of the ordinary.

"Kim?"

"Sorry, just heard a raccoon or something. Anyway, don't beat yourself up over that. Between your work with SHIELD and finding out that HYDRA is still around, I'd say you have your hands quite full. Even I know that needs to come first for you, Steve."

"Very true, but it doesn't change the fact that I wish I could be there when you need me."

"Your calls do more for my heart than you realize." A pause. "You still can't you tell me where you are, can you?"

"I'd like to, but it's best if I don't disclose that information. The less you know, the safer you are from any potential threats. I don't want anyone using you to get to me."

HYDRA, her mind whispered. While initially disappointed, she completely understood his rationale. She was just glad Mr. Stark had installed the auditory cloaking chips in their phones to provide a secure line of communication between them. At least they could keep unwanted ears from listening for the time being. "Can you at least tell me what this mission of yours is? What you're doing…wherever it is you are? All you said was that you're looking for someone."

He seemed to hesitate on his end. "I can't go into great detail, but there's something that HYDRA has done that I need get to the bottom of. Something that came up during those days in D.C., and I need answers."

She recognized the underlying hurt in his voice. "What did they do, Steve? What is it you're trying to find out?"

Quiet. Then, "All I can tell you is that they destroyed the mind of someone I care about. I need to find him, and will stop at nothing until I do."

She dug her fingernails into her palm. What flashed through her mind was the memory of Steve's stricken face whenever he spoke about the day Uncle Bucky died. She knew that HYDRA was responsible for his death, and they had to get what they deserved. If it hadn't been for them, perhaps he would have still been alive when she was born, and perhaps she could have known him for herself. For all the lives they'd ruined, the chaos they created, and for the atrocities they continued to commit, she wanted to see the organization annihilated. "I hope you find him."

He released his breath in a gentle huff. "So do I. We'll see what the outcome is." He paused. "While I have you on the line, there's something I've been meaning to ask you. You know how SHIELD and HYDRA's files were leaked on the Internet?"

"Yeah; from the sounds of it, it was one a hell of a leak."

"Have you had a chance to browse through any of those files for yourself? SHIELD or HYDRA's?"

Her brow furrowed briefly at the question, but he must have had a reason for asking. "No. With everything I've had going on at home, I really haven't had time to just sit and surf the web. The big exceptions have been filling out online forms for my apprenticeship, and Skyping with Mr. Stark. Beyond that, really haven't looked for much else."

He seemed to consider this. "I think that's for the best. Along those lines, have you noticed anything out of the ordinary in your area?"

"No."

"Any suspicious people or activity, or anything that you think warrants a closer look?"

He'd been asking those same questions ever since the Helicarrier incident in April. "Not that I've seen, no."

"Okay. Promise me you'll keep being vigilant of the things going on around you. If anything happens that makes you suspect something is more than what it seems, you contact me right away."

"I can do that." She quickly checked the time on her phone. "Alright, it's getting late here, and I should get myself ready for bed. But Steve? Thanks; thank you for calling me."

"My pleasure, Kim. Thank you for sharing everything that you did with me. It puts me more at ease when you're not holding it all in."

"I know. But you promise me you'll be careful, no matter where this mission of yours takes you. Okay?"

"I do promise. Oh, and I meant to ask: are you still practicing your dances?"

"Every night."

"Good. I still don't know how to dance, so when things settle down, maybe you can teach me."

Beaming, she said, "Absolutely."

"Great. Until I see you again, please watch over your grandmother. She needs you."

"Hey, she's my lady; you know I will."

"I know you will," he echoed.

"Oh, and Steve?"

"Yeah?"

She smirked when she said, "You're still a punk."

He chuckled softly. "And you'll always be a brat. Take care."

"You, too. Bye, Steve."

Ending the call, she took a deep breath and released it slowly, her shoulders relaxing at last. She felt much better after their conversation, and thought about how lucky she was to have him as a friend. Maybe next time Aunt Laura came out, they could try having another chat.

She glanced up at the moon, which shone pale light onto the world below. Judging by its size, it was the beginning of the waning phase. Grandma taught me all the moon phases, she thought absently; I think I knew them before I could even form complete sentences. She smiled at the thought. Releasing a sigh, she began walking back to the house, still entranced by the lunar orb. Someday, I'll look up there and think of Grandma, imagine that she's watching over me every night. Both she and Uncle Bucky high above me, sister and brother together again—

A hand clamped firmly over her mouth. At first, she could only gasp in fear; then, overcoming the initial shock, began struggling while trying to yell past the attacker's palm.

Oh, God! Oh my _God! _

She dropped her iPhone when something cold—_cold_—wrapped around her, instantly pinning her arms to her sides. An arm? Her eyes went wide at the frigid sensation, and she struggled even harder. Futile, maybe, but she tried everything she could to worm out of his grasp.

No! Let me go!

From behind, this person felt much larger than she, and there was no doubt in her mind that it was a man. Words like kidnap, rape, and murder entered her mind, but they were followed by something just as horrific: _HYDRA_. She thought about Steve's ongoing battle with them, and wondered if they'd found her.

Oh, God, _no!_

She continued to fight against him, but the arms around her were incredibly strong. Unyielding. However, everything inside her told her not to give up. Then the cold arm tightened around her, _squeezing _like a snake_,_ and she released a small whimper of pain.

For some reason, that caused him to relent, but only slightly. Nevertheless, she took it as a chance to writhe frantically again, but he maintained his hold. Without really thinking, she stomped her right foot on the ground as hard as she could. To her surprise, there was a certain degree of kick-back with that action, and it seemed make her assailant stumble back a step. She seized the opportunity and did it again, stomping even harder, trying everything she could to get away. But the hand on her mouth became firmer, pressing her head back against his chest.

Steve…Steve… Her eyes snapped shut as despair flooded her heart.

Steve, help me! _Please!_

"At ease, soldier."

It took a moment, but as the words registered, she opened her eyes and gradually ceased struggling. Her heart still pounded furiously, and short, shaky breaths passed through her flaring nostrils.

That phrase…

Soon enough, she became completely still in the sturdy arms, save for the incessant trembling of her body. She made a soft questioning noise in her throat.

"At ease," he repeated in a hoarse whisper. "I'm not going to hurt you."

Despite her obvious fear, the low voice beside her ear wasn't completely sinister. Her panting breaths blew gently onto the hand covering her mouth, though they were slowing.

"I'm going to let you go; I only ask that you don't scream."

Her mind was racing, but something inside her told her he would keep his word. Could she trust that? Did she have any choice? As best as she could, she gave a stiff nod.

Sure enough, she was released.

"Ahhhh…." Hands rubbed at her shaking arms, where the intense pressure had been applied. Then, turning slowly, she got her first glimpse of her attacker. He stood in the dimness of the trees' shadows, but she could tell he was several inches taller than her, and his dark clothes couldn't disguise the powerful physique he obviously possessed. Actually, she wasn't sure if 'clothing' was the right term; the leather and various straps adorning it looked akin to some kind of uniform. His long, disheveled hair fell into his face, which he kept averted. In fact, he'd angled his body so that she was only seeing his right side. She didn't scream; just stared, thinking about what he had initially said to her.

In a careful, hushed voice, she asked, "Why did you say that?"

He didn't answer. He simply stood, unmoving.

"You said, 'At ease, soldier.' Why?"

Still, he remained silent, but his stance was not immediately threatening.

Her eyes never left him. "Are you HYDRA?"

His hands clenched into fists. "No," he hissed.

A flicker of relief passed through her, though she remained wary. "Who are you?"

His chest rose and fell a few times before he finally turned to her. "I was hoping you could tell me."

Her brow furrowed, mostly at his response, but also as she examined his face. In the shadows, it was hard to tell what color his eyes were, but they were steely and intense as they bore into her. What really stood out, though, was how much pain she detected within them, which affected her more than she wanted to admit. His chin was covered with several days' worth of stubble. That unruly hair was either black or a deep shade of brown; she couldn't be sure. Then she was struck with a sense of déjà vu. She…_had seen this man before_. A while ago. "I remember you," she said quietly. "You were at the Smithsonian."

He pressed his lips into a flat line. "How do you remember?"

She pondered that a moment, truly unsure of why she remembered this random stranger. "I don't know; I just do." Her confusion only grew. "You were hiding in the trees. What are you doing here?"

"Kimberly Jean Proctor," she stiffened when he said her name, "born March 24th, 1996 in Rochester, New York; daughter of James Proctor and Grace Owens; descendant of one of the Howling Commandos of World War II; transfemoral amputee since the age of fourteen; served as an inspiration for the establishment of Tony Stark's _Iron Wings_ division of _Big Brothers Big Sisters of America_; favorite book is _Catch-22_, favorite movies are those in the original _Star Wars_ trilogy; loves to spend as much time outdoors as possible."

The fact that he'd rattled off these details wasn't the part that fazed her. There were plenty of people out there who could do the same thing. "I see you read the blurb about me on the _Iron Wings_ website," she hoped she was able to hide the bare tremor in her words. "So what? What do you want from me?"

Again, he went silent, but then reached within the folds of his intricate leather shirt. Kim took a timid step back, thinking he was going to pull a gun on her, but instead, he pulled out something small and white. He didn't exactly present it to her, but held it in a way so that she could identify what it was: a worn envelope. She wasn't sure what was going on, but the longer she stared at it, the more she realized the handwriting on it…was _hers_.

Her lower lip quivered. _Sgt. James Barnes_.

"My…" He'd taken it from the memorial at the museum. Momentarily forgetting her fear, her eyes flashed angrily at him. "You bastard, you stole my letter!"

"No," he said quite clearly, grasp tightening on the envelope. "You wrote it to me."

She blinked. "What?"

He kept his eyes locked with hers. "You wrote it to _me._"

Very, very slowly, her eyes went wide as her stomach dropped. What…did he…?

The man took a couple steps forward, and while her first instinct was to run, her feet seemed rooted in place. He came only close enough for her to really see him.

And that's when everything in her mind came to a screeching halt. His face…She'd seen the curves of those cheeks before, the shape of his mouth, those eyes with the penetrating gaze. She'd seen them…

In photographs. In her household.

Her jaw slowly dropped. His face…he…looks like…_No_, she thought. No…it can't be, it's…it's not…But as much as she tried to deny it, it dawned on her as to who this man was standing before her. A hand flew to her mouth as she gasped harshly, tears pooling in her eyes. Oh...my _God_…

He didn't move; he was waiting for her.

For the longest time, she could only stand there and stare at him, unable to form words, let alone fathom who she was seeing. Much like before, tears spilled down her cheeks in hot lines.

Dear God…it _is_…

When she lowered her shaking hand, it took several tries before she was able to breathlessly whisper the one word trying to escape her throat. "_Bucky?"_

Something passed through his eyes, temporarily interrupting the hardness of his gaze, and his grip relaxed on the envelope he held. "At ease, soldier," he said quietly.

She gaped at him, head shaking mutely in disbelief as more tears fell. Bucky? _Bucky Barnes? Uncle Bucky?_ His army portrait hung in the hallway of her house, one of those she'd memorized…the handsome young man who had served his country so valiantly…that same face was right in front of her! Not the same face, not the same face, she tried to convince herself. But it was. This man is my great-uncle from 1944? Too many questions emerged, and she didn't know if there were enough logical explanations to answer them. "H…h…how?" She squeaked.

"Think of Steve Rogers," he said, now breaking his gaze, "and it may be less difficult to accept."

Steve. Her mind raced. Steve had crash-landed the HYDRA plane somewhere in the Arctic in 1945, where he was originally thought dead, but ended up frozen for the next seventy years…She swallowed hard. He couldn't have been in a situation identical to Steve's. Could he? "Then you…" she choked out, but then shook her head. "No. _No!_ My uncle is _dead! _He died!"

"Sergeant Barnes may have died," he returned his eyes to hers, "but the Winter Soldier lives."

Oh. God. Despite all the fear and confusion filling her, it pierced her heart to hear him say that. What did that even _mean?_ Why did he call himself the Winter Soldier? Scanning him over, she gasped again, feeling an ill sensation seize her insides when moonlight glinted off his left arm: it was completely metallic from his shoulder to his fingertips. Almost a technologically advanced version of her prosthetic leg. "Holy…" she retreated a step. "What…_happened_ to you?"

He clenched his jaw. "I don't know."

Her hands gripped at her scalp, still trying to make sense of all this. "Bucky…Bucky…Oh, my God, I can't believe this," her whispers were barely audible this time. "You were…you were at the museum…"

"But I had no clue who you were. Not until I overheard your conversation...and read this," held up the envelope again.

Her throat had gone so dry, but as tears continued to flow down her face, she couldn't help but look at this man and admit how everything he said was resonating with her in a way that…made her _believe_ him. Again, she shook her head, hands gripping her scalp harder. "Uncle Bucky?" She rasped.

"Kim."

She gasped when he said her name, almost…_affectionately_?

He took another step forward, but she quickly took several steps back, raising her hands in a silent gesture to keep his distance. He moved no further.

Still, her attention remained on the face she'd only known in photographs since childhood. The same face, but there were differences in what she observed. There was no smile present, which she was used to seeing. Truth be told, this man looked as though he hadn't smiled in a very long time. The pain and rage swimming in his eyes; the way his posture seemed slightly hunched forward; the metallic arm that had been so cold against her skin…"Who did this to you?"

His tone was absolute when he said, "HYDRA."

She held her breath. In the back of her mind, she reminded herself of what Steve had said regarding his current mission, and how it involved HYDRA. _All I can tell you is that they destroyed the mind of someone I care about. Have you noticed anything out of the ordinary in your area? Any suspicious people or activity?_

Destroyed his mind…Son of a bitch; it all made sense now. Retreating another step, she said, "You're the one Steve's looking for."

He said nothing, though seemed to wince when she said Steve's name.

"Oh, my God," she tore her eyes away, tangling her fingers tangled into her hair. The sharp sting she felt wasn't enough to distract herself. "This is not real. It isn't real!" Her voice was still coming out so quietly, despite the intensity of her words. "Not real…not real…"

His left hand reached out to her. "Kim—"

Eyes bulging at the metal extension, she finally snapped. _"No!"_ She screeched, stumbling backwards again. "Stay away from me! Don't come any closer!"

He did as she commanded, letting his hand drop. "Listen to me: I won't hurt you. You're Sergeant Barnes' niece, and that makes you my—"

"Stop it! Stop it right now!" She covered her ears, blocking any further words from him. Her tears were coming rapidly now. "I can't…I can't deal with this right now…"

"Kim."

"Just leave me alone! _Please!_" She shrieked, falling to her knees and covering her eyes as she cried uncontrollably, sobs wracking her body as she let the emotions rush through her. She didn't care how undignified it might have appeared; her mind simply couldn't handle everything that had been thrown at her in the past ten minutes. Between the wrenching sobs, she somehow managed to gasp, "J-just go away! Please…"

She cried. For everything she'd lost, was going to lose, and what had come back to haunt her, she cried. Hard, long, and relentlessly. She couldn't stop. It had been too much too fast, and her heart was mourning from the painful memories that had been resurrected.

Make it stop; please make it stop…

Several minutes later, her weeping had subsided significantly, though that didn't stop the tears from flowing. When she looked up again, she was not surprised to discover the man who'd claimed to be her long-lost uncle had disappeared. Gone. A ghost in the night. Save for the steady hum of insects, everything was still and silent. It was as though no one else had disturbed this place.

Except for one crucial piece of evidence: on the spot where he'd stood, he'd left the crumpled envelope containing the letter she'd written months ago. Taking a breath, she crawled over to retrieve it, shaking fingers stroking over the letters of _Sgt. James Barnes_ once more. Sniffling, she took the letter out to reread it, and was amazed at how soft and wrinkled the pages were in her hands. It was as though someone had read it at least a thousand times…

She could feel her own chin quivering, then cast a final glance into the trees. Somehow, she knew he wouldn't return.

The Winter Soldier, her mind whispered. Steve is out there looking for you.

Swaying ever so slightly—even in her seated position—she suddenly became aware of how fatigued she was by the night's events. Grabbing her iPhone from the grass, she pushed herself to stand on wobbly legs and took a moment to regain her balance, the letter clutched tightly in her hand. With a great, heaving sigh, she wrapped her arms around herself and made her way back into the house, desperately needing to seek the solace of sleep. She had a feeling her frantic thoughts and vacillating emotions wouldn't allow that to come true.

_TBC..._

* * *

**_A/N: In comic canon, Bucky Barnes really does have a great-niece (grandniece) named Kim Proctor, which is why she is not listed as an OC. However, aside from her name, there is no information on her character, so I decided to create a background for her. _ **


	2. Torn

**_A/N: Sorry, readers, needed to revise this one again. Hopefully, this is for the last time. :)_**

* * *

It was amazing to see how peaceful Rebecca Proctor looked while sleeping. Despite the brutal treatments she'd undergone and the multitude of medications running through her veins, there were no traces of pain or discomfort in her slumber. Just undisturbed quiet in her features.

Outside, rain was still falling steadily and at times heavily, which thwarted any plans to go for a jog that day. That didn't bother Kim, though. She hadn't slept at all, and wouldn't be in good enough condition to go running anyway. She wished she could attain the level of peace displayed so easily by her grandmother while she napped, as opposed to the torrent of emotions still raging beneath her chest. It was because of what had taken place only last night: a strange man had emerged from her backyard and revealed himself to be James Buchannan Barnes.

She sighed, deeply and slowly. James Barnes. Bucky. Her great-uncle. The hero she'd come to know only through the stories told by her grandmother, and through the letters he'd written while in the army. The man she admired for his selfless acts of courage, and for his ability to put the needs of others before his own. One who died decades ago while serving his country.

But that last fact turned out to be untrue. He'd been standing right in front of her, and there was no denying the resemblance she saw to the man whose portrait hung downstairs.

Did she dare to believe it? That this man really was her uncle?

_Sergeant Barnes may have died, but the Winter Soldier lives._

The Winter Soldier. That strange name only intensified the confusion in her heart. She chewed on her lower lip. Could it be an elaborate hoax? Perhaps some clever ploy set up by HYDRA to manipulate her? Could the man have just been an excellent decoy sent to convince her that he really was Bucky?

_Who did this to you?_

_HYDRA. _

The thought of his metal arm sent shivers through her. Normally, the sight of a prosthetic didn't faze her; she saw them in various forms at the physical therapy center, and even donned numerous models of her own for research purposes. She still couldn't get over how similar it was in appearance to hers, but something about his was vastly different. From what she could determine, it was more than just a replacement limb. The way it was shaped, the natural movement of the metal fingers, the impossible strength it possessed as it nearly crushed her body to him. If anything, it was more like an _extension_ of him. What had happened to warrant the need for this artificial arm?

She swallowed, wishing she could be absolutely sure of what her head and heart were trying to tell her, but at this point, she really didn't know what to think. Bucky Barnes; the Winter Soldier. Who was he?

_All I can tell you is that they destroyed the mind of someone I care about._

Destroyed his mind, Steve had said. He might no longer be the man she used to hear about, and that was what scared her.

But his eyes…God, she couldn't get the image of them out of her mind! The pain in their depths was one of the most haunting sights she'd ever seen. Combined with the pain were glimmers of guilt, and shame, and longing, and sorrow, all as he looked at her. The hardness of his exterior could mask none of it. What had happened to create such a broken man?

Those eyes. They'd seen right _into_ her…

Uncle Bucky.

_At ease, soldier. _

Mutely, she shook her head, crossing her arms. All her life, she'd believed him to be dead. How could this have happened?

_Think of Steve Rogers, and it may be less difficult to accept._

Steve. He should have been the first person she contacted, should have told him she'd found the man he was looking for, the one with the metal arm. Should have told him that the man blamed HYDRA for his current state, just as Steve had accused. His best friend and comrade throughout the years back from the dead. She owed it to Steve to call him.

Except…she didn't. Steve had kept this a secret from her since April, and some part of her was…_angry_ at him for not being honest with her. No, she wasn't ready to confront him. Not yet.

A slight movement of Rebecca's right hand caught Kim's attention, the elder woman shifting slightly beneath the comforter before settling once more. Kim released the breath she'd been holding. Grandma, she thought. Staring at her only made matters worse. How could she ever tell her about this? Should she? If Bucky was alive, then that meant Rebecca still had a brother out there. Didn't she have a right to know? Could she accept the news in her condition? Or was it best to let her aged heart rest with the notion that her brother had died honorably in the fight against HYDRA and the axes powers back in World War II?

She didn't know; perhaps Steve underwent a similar debate when it came to telling her the truth. How she wished that Rebecca was still capable of speech, for she was desperate for her guidance.

Grandma, I need your help; what would you tell me to do? Funny thing was she knew exactly what her grandmother would say: _You're an adult now, Kim, and part of being an adult is figuring certain things out on your own. It's not always fun, but welcome to my world._ She sighed again at the bittersweet memory. It was one of the last things she'd said to her before the stroke.

I have no choice but to figure this out on my own. But how?

The only way you know how, another part of her answered.

But will it work?

You'll never know unless you try; and really, do you think you _can_ let this go?

She knew the answer to that one, too.

Jen then entered the room with fresh linens in hand, snapping her from thought. "Alright, time for me to get her bed changed, so I can take over for a while," she said quietly, glancing at her watch. "It's only two o'clock. Hope this rain lets up so you can get your jog in at some point."

Kim didn't respond, even though she'd heard.

Jen looked at her. "You okay, Kim?"

She blinked. "Yeah. Yeah, just tired."

"You definitely look it, sweetie," she went to the drawers to put away a few clothes. "Taking care of an elderly relative can really take its toll on you, but I have to say: you do an amazing job with your grandma. It's clear you both have a lot of love for one another."

For her benefit, she offered Jen a weak smile. "Thanks, Jen." She meant it.

"Why don't you go take a rest? Looks like a nap might do you some good right about now. Plus, if it does clear up, you'll have the energy to go for a run later."

Though awfully tempted by the suggestion, a different idea was dominating Kim's mind, telling her what she needed to do in order to begin finding answers. Rest wouldn't come until she gave into her psychological demands.

Standing and shoving her hands in her pockets, she said, "I'll rest later. I have some research I need to do first."

"Ah, something you're doing for Mr. Stark?"

For her benefit, she gave a slow nod of assent. "You know him: always has some sort of assignment for me, even in the summer."

"Come on, you just graduated from your courses last month; doesn't he think you deserve a break?"

She half-shrugged. "Hey, at the very least, he gives me things I don't mind researching." That was true, even though she had other intentions.

Thankfully, Jen conceded. "Okay. I've got her, so take as much time as you need."

That she would definitely be doing.

* * *

Steve had said it was for the best that she hadn't looked into HYDRA's files, but she refused to remain ignorant, especially if they'd been hiding information pertaining to her family. No matter how much online data might have been seized by the world's governments, they could not entirely erase the digital fingerprints that the SHIELD leak left behind in cyberspace.

Kim, now downstairs at the dining room table, was busy doing research on her laptop. Music played from her media player, since she didn't want Jen to become suspicious of her activities. At least she could make it seem like she was up to typical eighteen-year-old antics.

She stared at the screen, almost disbelieving what she saw. For the past hour or so, she'd been scouring various websites for as much information as she could find. What she discovered was that there was much out there regarding HYDRA. This was understandable, considering how the organization had grown beneath the guise of SHIELD since the 1940s. It could take months for a person to go through everything, perhaps even years.

However, her focus remained on one topic as she sifted through all the possible HYDRA information: the Winter Soldier. She swallowed hard as she opened yet another file, her eyes meeting the image of a man clad in dark clothes and an eerie mask. Everything she found regarding the acts he'd committed was straight out of a nightmare, and soft shuddering breaths passed through her barely parted lips. Agent of HYDRA. Subject born of Dr. Arnim Zola's genius. Expert in marksmanship and Soviet weaponry. Assassin extraordinaire. Responsible for at least twenty-four high-profile assassinations over the last half-century. To her surprise, she'd recognized several of them as key figures from her history classes in school: a scientist from Brazil who'd made strides in finding a cure for a specific strain of cancer; a Tibetan monk from 1974 who had the potential to become the next Dalai Lama; President Kennedy in 1963; he'd even been present in India to ensure the assassination of Gandhi didn't go awry; they were all people whose contributions would have made the world a better place in the future. Her stomach dropped when she ran across a newspaper headline announcing the deaths of Howard and Maria Stark.

Tony Stark's parents. So it hadn't been an accident after all. When she'd first seen that within the Winter's Soldier's files, she wondered if Mr. Stark knew about it.

The Winter Soldier killed them all, she thought, slowly shaking her head as she continued reading the reports. He killed Director Nick Fury; he tried to kill Steve during the HYDRA uprising in D.C. He tried to kill my friend.

And then another thought occurred to her: Steve said Bucky was a sharpshooter, and an _excellent_ one at that…

The most appropriate of song lyrics chose that very moment to play from her speakers.

_Why did you come here, just to break my heart again?_

_Why did you come here, just to sever my last remaining thread?_

_Why did you come here, just to watch me fall again?_

_Why did you come here, I'm on the edge…_

She released another shaky breath, then let her head fall into her hands. No matter how much she wanted to deny it, she knew it was true. Since the moment her mind recognized his face, her heart knew. The man who'd come to her was, indeed, her Great-Uncle Bucky. Alive. In the world. Part of her life for the first time.

But that also meant Bucky was the Winter Soldier, and therefore an agent of HYDRA. His resemblance to the man in those photos was too uncanny.

Bucky Barnes. The Winter Soldier. Bucky Barnes _is_ the Winter Soldier, she thought. Her great-uncle, the man she'd admired and loved from afar...it was _him_. He'd murdered all those people for an evil organization's gain. Her hero, her inspiration for all things good in life.

The thought made her chest ache terribly, and she began weeping silently into her palms. Always, she'd envisioned him watching over her from Heaven, making sure she was on the right path. Even if she knew she'd never meet him, there was no harm in daydreaming that he was there for her. When she was little, she pictured him scooping her up in his arms and holding her tightly to him, whether she was happy, sad, excited, or just wanted the comforting embrace of someone she trusted and loved. She'd dedicated so many physical therapy sessions to him, and even imagined him watching her proudly as she began walking again. Anything she did in life, she always included him in the back of her mind, wanting to keep his presence real, even if only in spirit. It never ceased to give her strength.

But now, she was so conflicted. Why would he join the enemy he once fought so hard to destroy? Why would he do such terrible things to people who didn't deserve to die? This was the man she admired since she was young...Had she been a fool for doing so?

_Who are you?_

_I was hoping you could tell me._

The thought of his pain-filled eyes entered her mind once again, and she felt her heart clench until she couldn't breathe. He'd been so shattered in appearance when he'd looked at her, and she knew there was something more she wasn't seeing. What that something was, she had no clue, but she felt her heart breaking for him.

Then she found herself reminiscing on her field trip to the Smithsonian only a few months ago, when she had visited the exhibit on Captain America. While the story of Steve's life was fascinating, her primary interest was in the details included about Bucky. His life served as the example Kim wanted to follow, especially after her suicide attempt. He made her realize how much good one could be capable of in his or her life, and she'd made it a goal to find out just how much she could accomplish. Because of him. For as long as she could remember, her greatest wish had been to meet the war hero who was her great-uncle.

_I agree with the boy; I wish he'd had a chance to meet you. _

Guilt stabbed her repeatedly in the heart. She _had_ met him. In a bitter twist of fate, she'd unknowingly done so. Bumped right into him in the very place honoring his memory. He'd seen her; spoken to her; read the letter she left behind; knew the details from the darkest days of her past…and he'd eventually found her.

She remembered her conduct when he came to her, and what he tried to say: _You're Sergeant Barnes' niece, and that makes you my—_

She'd stopped him before he could say "_my_ great-niece." At the time, she just couldn't let herself believe it. Out of fear, she denied his words and ordered him to leave her sight.

You found me, and I pushed you away...

She sobbed, and in the back of her mind, she was glad the music muffled the mournful sounds. She was hurting. Hurting in very a familiar fashion that reminded her why she'd once been put on anti-depressants. It wasn't just because of the guilt coursing through her veins, but also because of an overwhelming feeling comparable to a sense of…_loss_. Like she'd lost a part of herself that she'd been cruelly denied due to circumstances of the past, and yet yearned for all her life. She'd lost her uncle because she'd been too afraid to accept the truth.

Oh God, she thought, eyes squeezing tightly shut. What if I never see him again? What if I really have lost him forever?

_Uncle Bucky_, even her inner voice sounded like a harsh whisper. I don't want to believe it. I don't want to believe that you could be capable of doing such terrible things, but you did. You did! What am I supposed to think? She pleaded silently. Why did you become the Winter Soldier? What's happened to you? These files say you did horrible things, but I _saw_ who you were behind your eyes last night. You're not that man; I _know_ you're not! So who are you? Who should I believe you to be? Help me, please help me.

Help me…

* * *

An insistent shaking at her shoulder startled Kim awake.

"Whoa, I'm sorry!" Jen said. "Didn't mean to spook you, but you can't be comfortable sleeping there. Why don't you head up to bed for the night?"

"Huh?" She lifted her head from the dining room table. When had she fallen asleep? How long had she been out? "Oh. What time is it?"

"Just after seven," she went to wash a few dishes in the sink. "I came down a few times while you were asleep, but you looked so exhausted, I didn't want to wake you."

To her surprise, she recognized the waning light of the late-day sun streaming through one of the west windows. It must have stopped raining just a short while ago, though humidity was still thick in the air.

She glanced at her laptop; the screen had gone black. Sleep mode; just as she had fallen into. Good thing she'd thought to plug in the power cord earlier so the battery didn't drain. She was just glad she'd dozed off before Jen had a chance to see her crying.

"Guess you'll have to get your jog in tomorrow when I get back." Jen said. Then she asked, "Who was that guy on your laptop, by the way?"

Kim gave her a sideways glance. "What guy?"

"That one in the mask," she loaded a few items into the dishwasher. "The first time I came down, your laptop hadn't gone into sleep mode, and I just caught a glimpse of him on the screen. Looked kind of freaky."

"Oh, that." It only took her a moment to come up with, "Just a still shot from a new _Nine Inch Nails_ video."

Jen gave a laugh. "I see. I've heard of them, but I'm not a big fan of their music. Way too heavy for my taste."

"Really good to exercise to, though," she went on, trying to sound as casual as possible, "especially if you have an overwhelming urge to just punch something. Helps to get the negative energy out of your system." She was rambling, but Jen laughed again, and despite the worries presently in her heart, Kim couldn't help but give a small smile at the happy sound. "Guess I needed the cat-nap."

"What you need is a solid eight hours of sleep in your own bed. If you don't rest up, you won't be in any shape to take care of your grandma, you hear me?"

"Yeah, I know," she conceded. "But I haven't danced for her yet."

Jen gave her a tolerant smile. "She'd understand if you took one night off, okay, Kim?"

Having another idea in mind that she kept to herself, she half-shrugged. "You might be right."

"I know I am," she smirked. "It's my job to look after people, remember? That includes you, even if you're not my patient," she went back to cleaning the rest of the kitchen. "So why don't you head up now? I'd rather know you're up in bed before I go. I can take care of everything down here, then I'll be on my way out."

* * *

She'd gone up to her room as advised, but that didn't mean Kim was ready to call it a night. Once she heard the front door click shut with Jen's exit, she sat cross-legged on her bed, opening her laptop once again. Since there was no doubt in her mind that the Winter Soldier was, indeed, Bucky, there was no point in trying to prove their connection. Not anymore. It was time to move on to something else, and that was to discover what had led to Bucky's transformation into the HYDRA agent. Was it of his own will? Did he have a legitimate reason for siding with his enemies? How did he become affiliated with HYDRA to begin with?

They were answers she was having difficulty finding on her own, so it was time to enlist the help of someone who _could_ help her. For a moment, she thought about the family she had left: Grandma; Aunt Laura; Steve, who was like family to her. That was it. She could count on one hand the people she had in her family, and still had fingers to spare.

Then she thought of Bucky. Cold-blooded killer or not, he, too, was family, and nothing mattered more to her than that. As such, she felt a responsibility to find out what happened to him. She had to know. For his sake, as well as her own.

Clicking the Skype icon, she found the number she wanted and requested a video call. Probably won't be available, she thought, touching fingertips to her cheeks. They felt very warm, and were probably red from the tears she'd shed. He might be in the middle of dinner, or some business matter for _Stark Industries_, but at least I can let him know that I'm trying to get in—

To her mild surprise, the call was accepted, and she was met by the image of Tony Stark on the other end of the video feed. Whoa, lucky break. At first, he wasn't looking at her; judging by his goggles and his concentration off-camera, he must have been tinkering with something in his lab.

"Been almost a week since you've updated your blog," he said nonchalantly. "Not getting distracted by boys, are you?"

She knew he'd meant it in jest, but her eyebrows shot up. If only he understood the irony of his question.

Then he actually turned to look at her, and any trace of amusement vanished from his features. He lifted the goggles, and when she saw his concerned brown eyes, something inside her finally relaxed. "Hey," she exhaled. She wasn't sure what else to say.

"Hey yourself," he frowned. "You look like hell, kiddo."

Unable to help it, the corners of her mouth twitched upward. Since she'd met him, one of her favorite traits about Stark was his blunt honesty. He'd always tell it like it was, even if a person didn't want to hear it. She appreciated that. In a way, it reminded her of Grandma, who could be brutally honest if she found it necessary.

She didn't doubt the truth of his words, either. Lack of sleep and a great deal of crying probably left her looking like a wreck. "Kind of feel like hell."

"Your grandma?"

He was already well-versed on Rebecca's condition, and insisted on the latest updates straight from Kim. But she gave a bare shake of her head. "It's not about her, Mr. Stark—"

He cut her off with a wave of his hand. "We're long past formalities, Kimbo. It's Tony. Please."

The knot in her stomach loosened even more. For some reason, he made it a point to be gentler with her than with most people he dealt with, and right now, it was a relief. "Tony," she restated.

"Better. Now, what is it, Kim?"

She licked her lips. "You know the SHIELD and HYDRA files that were leaked back in April?"

"You kidding me? It was like Christmas came early for this good little boy."

Yep, typical Tony Stark for you. She hesitated just a moment. "So you've gone through HYDRA's files."

"It'll take years to go through everything, but some of the information I've seen so far would give most people indefinite issues with insomnia."

She gave a nod. "I don't doubt that," she said flatly.

His brow furrowed at her statement. "Sounds like you might know more about them than you're letting on," he leaned onto his elbows. "So what is it, Kim? What exactly are you looking for?"

Stark had more insight than most people gave him credit for. Taking a deep breath, she said, "I need your help. I need you to tell me everything you know about a HYDRA agent called the Winter Soldier."

* * *

_**Song lyrics from "Edge of the World," by The Cruxshadows**_


	3. Truth and Lies

**_A/N: Most of you have probably seen by now, but I did go back and revise chapter 2 again. If you haven't gone back to read it, I strongly recommend you do, as I received some excellent pointers from some very helpful sources that inspired the changes. Many thanks to Skylar Winchester, who has not only been very patient awaiting an update to this story, but who has also been an AMAZING person to bounce ideas off of. Thank you for your reviews and for keeping in touch. :)_**

* * *

To her relief, Aunt Laura called to say she'd contracted strep throat and wouldn't be visiting that weekend; she didn't want to run the risk of infecting her already sick mother. Plus, Jen's shifts ended early on the weekends, which gave Kim more of an opportunity to be alone. For this, she was quietly grateful, since there was a great deal she needed to absorb, and a great deal think about.

It was Saturday evening. Two days had passed since her conversation with Stark. Two days since his promise to give her the assistance she requested, and two days since he'd made good on that promise. He'd warned her, though; being familiar with her family history, he warned her that she wouldn't like what she saw, and that should have been enough to confirm her worst fears.

Down in the dining room, Kim had barely touched the tabbouleh and grapes leaves combo Jen had been kind enough to pick up for her that day. She knew she needed to eat, but it was difficult to conjure up an appetite because of what was currently displayed on her laptop screen. The information Stark had e-mailed was a series of confidential HYDRA lab reports that were previously inaccessible during her research, all written in a language she couldn't understand. Greek? Russian, maybe? She didn't know. Stark, of course, had the foresight to provide her with translated copies, and their contents didn't remain a mystery for long.

Название: Джеймс Барнс(_Subject Name: James Barnes_)

Дата рождения: 1917 г. (_Born: 1917_)

Род занятий: сержант, армия Соединенных Штатов Америки (_Occupation: Sergeant, United States Army_)

The pieces were slowly coming together. Bucky fell from that train in 1944, but he never died; he was found by the wrong people at the right time, whose intentions toward the world were less than honorable; and he'd been transformed into the dangerous adversary known as the Winter Soldier, whose deeds were no longer unknown to her.

Stark was right; she didn't like what she saw, but it wasn't because the documents officially confirmed the Winter Soldier's identity as her uncle. It was because of the grim details contained within those notes. Glossing over most of the medical jargon, she picked out the information that made sense to her.

…_subject discovered in the mountains by members of General Karpov's ground crew…_

…_body partially submerged in waters of a small stream…_

…_mild symptoms of hypothermia and blunt force trauma to prefrontal cortex detected, but body recovering at an accelerated rate…_

…_severe tearing to blood vessels and tissues, otherwise upper arm remarkably well-preserved due to exposure to frigid waters. No traces of gangrene or frostbite present…_

…_subject will make ideal specimen… _

Some of those notes were hand-written in yet another language, and she had to wonder if she'd stumbled across synopses scribed by Dr. Zola himself. Subject…specimen…the man has a _name_, she thought.

But it was the gruesome image accompanying the notes and diagnostic summaries that absolutely tore her heart in two: Bucky, after what must have been that fateful fall, strapped down to an operating table, a look of pained fatigue and terror in his eyes, a mangled, bloody stump where his left arm had been ripped off…

_Фаза 1_, the caption on the photo read. _Phase 1_.

A twinge of nausea caused her to look away. Even though she'd reviewed this report at least a dozen times, it never got any easier to see him like that. As horrid as it was, it explained the need for the bionic arm. Bionic, not prosthetic as she initially thought. No wonder it seemed more advanced than her own prosthesis.

When the ill sensation passed, she turned her eyes back to the screen. Scrolling down, she once again found a picture of him after the metallic arm had been successfully attached. One of her own hands absently rested on the knee of her prosthetic leg. It was unsettling how similar it was in appearance to his arm, even if their functionalities were somewhat different. She shivered at the memory of that arm wrapped around her. It had felt so, so cold. And so damn _strong_. HYDRA had turned Bucky into this. For a moment, the nausea returned when she realized that she could no longer blame HYDRA for Bucky's death. They'd actually been responsible for _saving_ his life.

But she mentally sneered at the thought. No; they might have saved his body, but they'd completely ruined his mind. She'd seen some of the other files describing the various techniques they'd used to warp his psyche. Hypnosis. Isolation. Sessions of physical abuse that lasted for days at a time. Experimentation with different doses of LSD. Varying degrees of electroshock therapy. Clicking on another folder, she re-read a report that was dated 1963, the year President Kennedy was killed: _Administered 240 volts. Subject still uncooperative, increased voltage to 250. Submission achieved. Activated neural-conditioning program #9 for cognitive recalibration. Reprograming complete. _

Brainwash, she whispered to herself. It was no wonder he had such a tormented look in his eyes. They'd been wiping his memory after every mission over the past seventy years. He may have committed those acts, but based on the information she'd gathered from HYDRA's documents, his actions were never of his own volition.

Steve was right; they _had _destroyed his mind, and in doing so destroyed the man he was. In a sense, they were still responsible for the death of Bucky Barnes.

You…_bastards, _her mind hissed. Death would have been more of a blessing than the life they'd forced him to take on.

Did he have any memories before HYDRA corrupted him?

Very softly, she sighed. There were other photos of Bucky contained within the files. Haunting black-and-white photographs that showed him receiving bionic upgrades in a crude lab setting, though with surprisingly advanced looking equipment; sparring with members of an organization called the KGB, according to the caption; honing his firearm skills amongst rough-looking terrain. They were old images, and appeared as though they belonged in a bygone handbook on combat methods.

But the most striking image of all was the lone color photograph she pulled up once again. An archival image of Bucky locked away in some sort of freezing chamber—cryotube, the term from the latest _Star Trek_ movie came to mind. According to the files, HYDRA kept him imprisoned in cryostasis between missions, holding him captive until the next time they required his services.

It's no damn wonder he's hardly aged, she thought, remembering his youthful face from days ago. Youthful, and yet one that had clearly seen a great deal over time.

She continued to stare at the sleeping man trapped beneath the thick layer of glass, his skin blue-toned from the freezing process he'd undergone. Uncovering the truth about the Winter Soldier had been a major shock to Kim's heart, but so much of her already knew what she was getting into when she decided to pursue it further. As such, she'd already been through every possible emotion a person could feel, had already shed sufficient tears for his fate, had mourned that which had been lost long ago to her so long ago. That was enough for her. Enough tears, enough crying. He might no longer be the same person she thought she knew, but ever since Bucky came to her, she knew she'd stop at nothing to find him again. Even if it only meant finding him through the research that had only begun to scratch the surface. It was better than nothing at all.

Reaching out, she brushed two fingertips over the image of Bucky's frozen face in the cryotube. It might have been her imagination, but she thought she could almost feel the biting cold through the screen. At least I know the truth, she thought to him, and I know you're out there…Uncle Bucky. She could finally say to herself it without the notion twisting her heart.

Uncle Bucky, she repeated in her mind, you've always been part of my world, and I didn't know…

A vibration in her pocket pulled her from her thoughts. She'd been ignoring calls from her friends at the physical therapy center all week, so she wouldn't be surprised if one of them was calling now. When she pulled out her iPhone to glance at the caller ID screen, however, she froze. An acute wave of anger rolled through her, and she initially was tempted not to answer Steve's call. But Kim quickly thought better of it. Regardless of how mad she might be, Steve was still her friend, and she cared about him. She would have to face him eventually.

Taking a deep breath, she accepted the call and brought the receiver to her ear. "Hey."

"Hi, Kim. I know it's only been a few days since I last called, but I wanted to check on you and Rebecca. How's everything going?"

She didn't answer his question right away.

"Kim? You there?" He persisted. "Kim? Are you al—"

"I'm here," she interrupted.

"Oh. Hey, are you alright?"

"Steve."

"Yeah?"

"Why didn't you tell me?"

"Tell you what?"

It was now or never. "That my Uncle Bucky is alive."

It was his turn to go silent for a time, and she could almost hear the gears in his head come to a grinding halt. Obviously, that was the last thing he expected to hear.

She took advantage of his silence and went on. "He's the friend you're looking for, isn't he." It was more of a statement than a question. "It's Bucky."

More silence. Then, "Kim, I—"

"I've already been mad at you, Steve," she interrupted, keeping her voice relatively steady. She had a tendency to sound deceptively calm when she was angry, which Steve was well aware of. "Part of me is still mad at you, but I didn't answer your call just to pick a fight. I want to hear the truth, and I want to hear it from you."

His silence lingered on for at least another minute before he finally spoke. "What do you know about him?"

Not a confirmation or a denial. Clever move. She took a deep breath before replying, "That he's the Winter Soldier," she hesitated a moment. It was the first time she'd acknowledged it was him out loud. "That he's the one who tried to kill you in D.C."

Steve became quiet again. It was the first conversation they'd ever had with that was peppered with awkward pauses. "How did you find out?"

"Someone I know came forward and said I should look into it." Technically, that was true; someone _had _come forward and suggested there might be a link between her great-uncle and this HYDRA agent. She just omitted the fact that that someone happened to be her Uncle Bucky, and he'd ambushed her in the backyard a few nights ago. No need to set him on edge with that news.

"What else do you know?"

"More than enough," she said quietly.

Eventually, she heard him release a slow breath on the other end. "We need to talk."

"You're damn right we do."

He let that slide. "I should have guessed you'd find out sooner or later; I just wish it hadn't been sooner." At least he wasn't trying to play dumb with her. "What is it you want to hear from me?"

She rested her elbows on the table, gazing at the color image of Bucky on her laptop. "I want you to tell me everything that happened in D.C., and not just the overview you gave me last time. I want to know everything that happened with _him_."

* * *

For the next hour or so, they talked, expounding on what they'd come to learn about the Winter Soldier—about Bucky Barnes in the twenty-first century. Steve elaborated on what had taken place during the week he'd been labeled a fugitive by enemies within SHIELD. He discussed the first night he ever encountered the elusive Winter Soldier; the discovery of Dr. Zola's conscious mind in the computers of a hidden lab, and the real purpose behind project INSIGHT; the day he, Natasha and Sam were attacked on a D.C. freeway by a group of HYDRA agents, who were led by none other than the Winter Soldier; the moment he unmasked the assassin and recognized him as his best friend; coming to the realization that the experimentation Zola did on Bucky in 1943 helped him survive that fall; the gut-wrenching details of their battle aboard the last Helicarrier, when Bucky nearly beat him to death with that impossibly strong robotic arm; and the moment of clarity he had once Steve referenced a promise made between friends long ago…

Without her permission, more tears had squeezed free during his account. Amazing; she figured she'd be all cried out by now. Perhaps it had to do with the sound of Steve's voice, which was laced with notes of regret. It affected her more than she wanted to admit.

When he'd finished, she let out a shaky sigh. "He remembered you," her voice was a bare whisper.

"Yes. That was the moment he realized he couldn't bring himself to finish his mission. Whether he remembered anything beyond that, I don't know. When I came to in the hospital, he was long gone."

No, he was at the Smithsonian bumping into me, she mutely countered. "He remembered," she echoed, feeling a tightness in her chest. This time, it wasn't an uncomfortable sensation. "He couldn't kill you."

"No."

Something Steve said had jogged his memory, and she wasn't sure why the thought it made her heart pound a little faster. Pinching the bridge of her nose, she attempted to ward off anymore oncoming tears. "What I don't understand," her voice wavered a bit, "is that you've known about this for over three months, but you never said anything to me. That man is my great-uncle, and you of all people know exactly how much I've looked up to him over the years. He's not just a memory of my family's past anymore; he's alive. Why would you intentionally keep this a secret from me?"

Another pause. She really wished she was talking to Steve face-to-face right now. "My only objective was to protect you, Kim."

She almost gave a harsh laugh. "Protect me…"

"Yes, protect you," Steve stated firmly.

At that, it was she who became quiet. She knew better than to cross him when he used that tone.

Judging by his strategic pauses, she could tell he was trying to gauge her emotions, as well as gather his own thoughts before speaking. "I do know what he means to you, because he meant just as much to me. This wasn't how I wanted to carry things out, and I'm sorry if my secrecy has hurt you. That wasn't my intention at all. But you need to understand that I won't apologize for doing everything I possibly could to keep you from harm, whether physically or emotionally. I really felt I was doing what best for you, especially with everything you have going on with your grandmother. You have enough to worry about right now, and I didn't want to add to your stress or your grief with the truth about Bucky."

Damn him for finding logical reasoning behind his actions.

"Besides," he continued, "after everything that's happened, there were questions I needed to find answers to. Believe me when I say it was as much of a shock to me as I'm sure it was to you."

You don't know the half of it, she thought dryly.

"I didn't want you knowing that side of him; it would have broken your heart. It was hard for _me_ to accept, and to be honest, it still is. My life-long best friend has been alive all these years, and he's been working for the very organization we vowed to take down back during the war. He took out several SHIELD agents in order to get to me."

"Because you were his mission," she quoted one of the reports.

"Because I was his mission. A lot of people died because of what they made him do. And anytime I looked at him…" He broke off, then huffed out a breath. "I know he's still in there, but he's not the same man."

It was that statement in particular that struck her, and made her think of Bucky's eyes again when he looked at her. His pain-filled eyes…"Will he ever get all his memories back?"

"I don't know, but that's why I need to find him. I need to do what I can to help him."

She found herself wishing she could do the same. "Steve," she said softly, "I have a question for you, and I want you to be honest with me."

"I'm always honest."

"I know," she stood and moved to the sliding glass door, where she stared out at the trees in the backyard. All was still and quiet in the golden light of the evening. "You were actually with Bucky that week, so tell me something: should I be afraid of him?"

When he went quiet again, she could almost sense the tilt in his head as he mulled over what she just said. "Kim, have you seen him around? Is that why you're asking me this?"

Somehow, she knew that one was coming. "No," she lied carefully. "I'm asking because I need to know what to do in case I ever do see him." She spoke very casually in order to avoid suspicion, and hoped she sounded convincing enough. "Since you had a run-in with him, you'd be the best person to ask." Please believe me. _Please_ believe me. "Should I be afraid?"

Luckily, he seemed to accept her explanation. "I don't want to say it, Kim, but yes; I think you need to exercise extreme caution when it comes to him. You've read HYDRA's reports, so you know how dangerous he is to anyone he perceives as a threat. Even though you're related to him, I have no way of predicting how he'd react to you, but I can guess what would happen if he ever sees you as a target. He could hurt you—or kill you—without a second thought, and if I can prevent that from happening, I will. I don't want you or Rebecca to get hurt."

She briefly pressed her lips into a worried line. "Steve?"

"Yes?"

"What do I tell Grandma? He's her brother, so doesn't she have a right to know about this?"

"I'm not sure if knowing would do her any good at this point, but I'm going to leave that up to you to decide. You're her granddaughter, and you know what's best for her."

Figure it out for myself, she reflected on her Grandma's words to her. Looks like that'll be happening sooner than I thought, she mused, and there will be other decisions I make for myself, too. All she said in reply was, "Okay."

"Hey, we're okay, right? You and I?"

She couldn't help it; the slight worry in his voice made her smile softly. "Yeah, Steve, we're fine. I just have a lot to think about right now. I might get mad at you once in a while, but it doesn't mean I hate you."

"I'm just making sure," there finally seemed to be a smile in his voice.

"Well, you're as stuck with me as I am with you."

He gave a chuckle. "Good. So what's next, Kim? You obviously know what I'm doing in my absence, so what about you? What's your next step now that you know the truth about Bucky?"

She gave a half-shrug. "Just keep doing research, I guess. See what else I can find on him and HYDRA. Better to keep myself informed as much as possible, right?"

"Absolutely," Steve said. "Keep in mind, though, that HYDRA's done a lot of things over the years that'll be hard to digest at first, so be prepared."

You and Tony should talk, she thought.

"But just promise me one thing," he said. "Promise you won't go out and try looking for him yourself. That could be asking for trouble you don't need. Leave that to me, okay?"

She was glad he couldn't see her slowly raise an eyebrow as she contemplated his statement. "Yeah," she said, her gaze never leaving the trees. "Yeah, Steve. I can do that."

"_Promise_ me," he stressed.

"I promise," she repeated sincerely.

A sigh of genuine relief came from his end of the phone. "That's all I ask. Thank you, Kim."

Glancing over at the clock on the wall, she saw it was close to seven-thirty. "I should probably get going so I can check on Grandma."

"Yeah, we have been talking for quite a while."

"I'm glad we did."

"Same here. Are you going to tell Rebecca?"

She shook her head out of conversational habit. "I don't know yet."

"That's okay; there's no need to rush into any decisions tonight. Just remember that I will do everything I can to protect you, but you have to let me know if and when you need my help."

"I'll remember, Steve. Thanks."

"Anytime. I'll give you a call in a few days to see how you're doing, but until then, you take care of yourself, okay?"

"Likewise."

"Love you, kiddo."

"Love you, too."

Pressing her thumb to the end-call button, Kim let her gaze linger outside for a little while longer, eyes fixated on the green leaves of the trees. The place where Bucky had come from only days ago.

Yes, I can promise that I won't go looking for him, she thought, but that doesn't mean that _he_ can't come looking for _me_.

She sighed gently. There were many things to consider after her conversation with Steve, and one of the most important things he'd said was regarding the potential harm Bucky could cause her. She wasn't so sure that she agreed with him. Slowly wrapping her arms around herself, she envisioned his metallic arm encircling her, recalling how _tightly_ it had squeezed. But when Bucky realized he'd hurt her, he'd loosened his grip. And when she told him to leave, he'd left. In her heart, she knew he didn't mean her any harm. Was that really something to be feared?

I don't know, she thought as she watched the outside world in contemplative silence.

* * *

In Rebecca's room, Kim quietly placed the needle on the record, turned the volume low, then came to her grandmother's bedside as notes from Beethoven's "Moonlight Sonata" gently played. She liked this one; it calmed her.

Much like that morning, the sight of the elderly woman made her already aching heart swell with immense sorrow. It seemed like every time she saw Rebecca, she became frailer and frailer in appearance, even with the mere passing of days. Kim chewed on her lower lip. It was becoming apparent that she didn't have much longer left with the woman who had helped change her life, and she felt her chin start to quiver at the thought. But she steeled herself against the urge to cry. She couldn't fall to pieces in front of Grandma. Not for any reason.

Exhaling softly, Kim came to run a gentle hand over her grandmother's brow. It took a moment, but once she detected the contact, Rebecca's eyes slowly peeled open, revealing the tired green pools beneath her eyelids. Her chest rose prominently beneath the comforter when she saw her granddaughter.

"Hey Grandma," Kim gave her a smile, hoping she'd be forgiven for skipping their sessions the past few nights. "We're going to dance tonight," she declared, moving to pull her chair up to the bed. "But first, there's something I want to read to you."

In her hands was the letter she'd written to Sergeant Bucky Barnes. The one that had been left in their backyard the other night. The one that had been read so many times that is was as soft as tissue when she pulled it from the envelope. She remembered re-writing it so many times, never truly satisfied with how it sounded. Even now, she didn't think it was good enough, but considering the condition it was now in…Bucky must have considered it worthwhile enough to subject it to so many readings.

She blinked at the strange warmth that suddenly blossomed within her chest. Pleasant warmth compared to the incessant burn of heartache she'd felt all week.

Letting the thought pass, she went on. "I've been thinking about Uncle Bucky a lot lately—" boy was _that_ the understatement of the year, "—and I didn't tell you about this, but I wrote a letter to him a few months ago. Both you and Dr. Lakewood used to tell me that writing can be very therapeutic, and you guys were right." As she carefully unfolded the wrinkled pages, Rebecca subtly arched her right eyebrow, and Kim knew she was genuinely interested in what she had to say about her brother. "I was just going to keep it between me and him, but now I want you to hear what I wrote. I think you have a right to know what's been on my mind."

And even though I'm not saying it right out, this is my way of telling you that he's here, she thought. He never really left.

Maybe it had to do with the angle she was seeing her from, but Kim seemed to detect a smile hiding beneath her grandmother's still face. That alone hit her hard, but she pushed the emotions aside for the time being, placing a hand atop her grandmother's right one. She knew she'd be able to feel it on that side.

"Okay, here goes." With the notes of the sonata continuing as her background accompaniment, she began reading the contents of the letter aloud, all the words written back in April, all of them straight from her heart. "'Dear Uncle Bucky, I'm not sure what's compelling me to write to you, but I feel it's something I need to do…'"


End file.
